Hearing rumors about a new super-conductor being stored at a warehouse, Electro plans to steal the device. Using his electrical powers he shorts out the security system and goes inside. Unknown to the villain at the time, Spider-Man has been staking out the warehouse for the past week hoping that something like this would happen so he can take photos for the Daily Bugle. Inside, Electro deals with the security guard and gets a boost from the electrical system in order to have the power to break into the vault. However, before he can accomplish this goal, Electro is confronted by Spider-Man. The wall-crawler dodges his blasts, making Electro run low on power. Starting to panic, the villain tries to boost his electrical power. Suddenly, metallic arms come crashing through the wall, and Spider-Man realizes, to his horror, that Doctor Octopus has arrived. While the Doctor uses his mechanical arms to keep Spider-Man at bay, Doctor Octopus tells Electro that he planted the story about the superconductor in order to draw Electro out to make him a proposition. With police approaching the scene, Electro asks Doctor Octopus if he has a place for them to hide out. Doctor Octopus smashes the ceiling revealing a hovercraft above the building. While Spider-Man is busy saving the security guard from the falling debris, Doctor Octopus and Electro manage to escape. In the aftermath of the battle, Spider-Man wonders what he's gotten himself into this time.

The next day, Peter Parker is at Empire State University assisting Professor Evan Swann. They are working on a project that could use the Earth's ley lines as a power source. In order to map these ley lines, they have been allowed by Cordco Inc and Stark Industries is allowing them to use their launching pad to send their satellite into space. The satellite would then release a dye in Earth's atmosphere that will allow them to map out the ley lines. Peter is concerned about how safe this experiment is, but he is assured by Swann's assistant Anne-Marie Baker assures Peter that it is safe. The discussion is interrupted by a commotion outside the lab as people rush outside to catch a glimpse of Iron Man as he delivers an integrated reciprocator for Swann's project. After dropping this off, Iron Man heads off as he has Avengers business to conduct. Unimpressed with Iron Man's showing off, Peter decides to show off for his peers. Slipping away, he changes into Spider-Man and shows that he has the strength to lift up the device, but the gathered students are still excited about Iron Man's appearance. Spider-Man figures that he is so frequently seen on campus, the students don't pay him much attention.

Meanwhile, at the midtown television studio where "Secret Hospital" is filmed, Mary Jane flubs one of her lines. This angers director Hal McGee who cuts the scene and begins ranting about working with rank amateurs and calls for a five-minute break. Mary Jane is unimpressed with his egotistical attitude, but her co-star Brie Daniels tells Mary Jane that Hal is under a lot of pressure as his wife drinks like a fish. As Hal tries to calm down, one of the stage lights falls on his head. As people are rushing to his aid, one of the lighting technicians notices that the cable on the light was deliberately cut. Later at that day, Mary Jane is still upset about the incident when she and Peter arrive to visit Aunt May. Concerned, Peter asks if they should cancel, but Mary Jane doesn't want to sit at home and dwell on the accident. When Peter and Mary Jane are invited in by Aunt May, Nathan Lubenski decides to go out and get some fresh air. Because of his heart condition, everyone is worried about his health, and Peter agrees to keep an eye on Nathan before dinner.[Continuity 1] Peter discreetly follows Nathan to the bank. When Lubenski leaves the bank a satchel full of money, he is noticed by a gang of thugs who start to follow him. Sensing trouble, Peter slips away and changes into Spider-Man to follow after him.

Sure enough, in a nearby park, Nathan is confronted by the thugs who try to take his money. While Spider-Man is dealing with the gang members, one manages to get behind Nathan and put a knife to his throat. He orders Spider-Man to leave or he'll cut the old man's throat. With no other choice, the wall-crawler complies, intending to swing in from behind instead. However, before he can, an elderly woman who had been watching this mugging strikes the young punk in the face with her cane. Spider-Man then knocks the thug out and webs him up with the others. The excitement affects Nathan's heart and they get him his medication in time. At that moment, Spider-Man gets a look in Nathan's satchel and sees that it is filled with a large sum of money. Nathan then grabs the bag back from the web-slinger and wheels his way back home. Changing back into his civilian clothes, Peter returns shortly after Nathan gets back. Although May and Mary Jane are glad that Nathan came back in one piece, Peter can't help but wonder where Lubenski got all that money, and worries that it might mean danger to him and his Aunt May.[Continuity 2]

Meanwhile, in Brookyln, the Sandman is returning to his rented room when he is approached by Doctor Octopus. Otto tells the Sandman that he has a job he wants him in on. However, the Sandman explains that he has gone straight and that he is not interested.[Continuity 3] However, Doctor Octopus shows the Sandman a package that he mailed to Flint's borders, the Casadas. He explains that it is rigged with a bomb that will explode once the package was opened. With the Casadas' lives at risk, the Sandman has no choice but to join Doctor Octopus. When asked, Otto explains that he is preparing for the biggest caper of his criminal career and in order to carry it out he has decided to reform the Sinister Six.[Continuity 4]